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03 September 2012

Lucy v. Zehmer, 196 Va. 493, 84 S.E.2d 516 (1954)

2. Facts:
Complainant (Lucy) was drinking with defendents (Zehmers) and discussed the potential sale of a 471.6 acre tract of land known as the Ferguson Farm. The complainant judged the offer to be serious; then negotiated and signed what he believed to be a valid contract. On the other hand, the defendant claimed that he “was high as a Georgia pine,” and contended that the offer was a joke made in jest. Evidence in the record suggested that the defendant was “not intoxicated to the extent of being unable to comprehend the nature and consequences of the instrument he executed,” a fact which also conceded by the defendant’s counsel.
3. Procedural History:
The trial court dismissed the case, finding that the complainants had failed to establish their right to specific performance.

4. Issue(s):
How does the court determine a person’s intent when deciding the validity of a contract?

5. Rule(s) of Law:
The outward expression of a person manifests their intention rather than their secret and unexpressed intention. “The law imputes to a person an intention corresponding to the reasonable meaning of his words and acts.”

6. Holding(s):
“The mental assent of the parties is not requisite for the formation of a contract. If the words or other acts of one of the parties have but one reasonable meaning, his undisclosed intention is immaterial except when an unreasonable meaning which he attaches to his manifestations is known to the other party.”

7. The Court’s Order:
The trial court’s judgment was reversed and the case was remanded.

8. Reasoning:
Several facts supported the court’s decision: the defendant was not intoxicated enough to invalidate the contract; complainant thought the offer was made and accepted in good faith; therefore a reasonable person would have thought the same.